Spider-Man Arkham Island
by gunman
Summary: Spider-Man and his partner Super Soldier are kidnapped and brought to Arkham Island in order to participate in a dangerous experiment/game: rescue several female hostages before they are killed by the criminals of Arkham Asylum. Multiple pairings.
1. Chapter 1

_**Spider-Man: Arkham Island**_  
by Gunman

Disclaimer: I do not own Spider-Man, Evangelion, Marvel comics, DC comics, or their characters.

Summary: Spider-Man and Super Soldier are teleported to Arkham Island to face off against an army of criminals and psychos to save the lives of several female hostages.

Idea from DragonMaster4872.

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Chapter **1**  
 **Captured**

(Queens, New York City)

"For some reason I want to blame you for this." Shinji 'Super Soldier' Ikari groaned as he was crouched behind the half-destroyed car.

"What did I do?" Peter 'Spider-Man' Parker asked innocently next to his friend.

"Well, they are YOUR enemies!" the blue-garbed shield wielder, dressed in Captain America's old SHIELD mission suit, complete with blue and silver shield, said.

"It's not like I asked them to be my enemies!" the red and blue garbed webslinger said.

"Not like anyone else wanted them."

"I HEARD THAT!" Green Goblin shouted as he hurled another pumpkin bomb at the car.

The pair of heroes leapt away from the car as it exploded.

"Little hot under the collar, Gobby?" Spider-Man shouted. "I didn't know you _missed me_ so much!" He teased his foe.

"Not as hot as you're going to be." Green Goblin shouted as he hurled several more bombs at the web-slinger. But not _at_ him.

"What?" he gasped as the bombs exploded _around_ him, releasing a suffocating cloud of smoke and gas around him.

 _NO! He's trying to box me in!_ Spider-Man gasped as the gas surrounded him. _I gotta get out of here!_

"It's a special toxic gas that I've made up just for you. Filled with spidercide serum as well." Green Goblin cackled.

 _Damn! He knows me too well!_ Spider-Man thought as his spider-sense was flaring up left and right.

He suddenly heard something soaring towards him. He turned around just in time to see the orange-garbed Hobgoblin flying on his glider towards him.

"I've got a new toy to play with! Try this on for size, hero! Inferno Grenade!" he shouted as he hurled a new type of bomb that he had never seen before, at the spider-hero.

Super Soldier suddenly sprinted from out of nowhere and hurled his shield at the grenade, striking it and sending it flying passed Hobgoblin, who cried out in shock and surprise.

"What?!" Hobgoblin gasped.

The blast lit up the sky like a hundred industrial fireworks all exploded at once. The heat rained down up the two who were closest to the blast. Namely, Hobgoblin and Green Goblin.

"AAAAHHHH! You Idiot! You had the perfect chance to kill the wall-crawler!" Green Goblin shouted as he tried to shield himself from the intense heat.

Super Soldier hurled his shield and struck the underside of Hobgoblins glider, causing him to hurl out of control and crash into Green Goblins glider.

The pair of goblins crashed into the ground as their gliders crashed and exploded only a few meters away from them.

(Cough, Cough!) Spider-Man gasped and wheezed as Super Soldier helped him to stand.

"You okay, Spider?" Super Soldier asked.

"Yeah. I'll be fine, once my lungs air out. Super spider healing has it's advantages." Spider-Man gasped.

"Can't say Logan's gonna be jealous." Super Soldier said.

"He's just upset that he doesn't have the monopoly anymore." Spidey said.

"Between Sensei Rogers, Victor, Wade, Vanessa, Curt Conners, Hannibal King, Blade, Laura and Daken, and of course the Hulk..."

"I know, right? It's like we're not special anymore."

"Are you two done yammering?" Green Goblin groaned as he and Hobgoblin stood not a few meters from the two heroes.

"You destroyed our gliders!" Hobgoblin shouted in anger. "We'll kill you for that!"

"You'd kill us for a Klondike bar!" Super Soldier said.

"Hey! I do the jokes around here!" Spider-Man said as he slapped his partners in chest.

"You are a joke, webhead!" Hobgoblin said.

"You look like one!" Spider-Man retorted.

"You may have destroyed our gliders, and evaded our carefully laid trap, but you won't defeat both of us!" Green Goblin growled.

"Uh... you guys are just barely holding together. So, what's your ultimate plan to win here?" Spider-Man asked.

"We have this!" Hobgoblin said as he pulled out something behind his back.

Spider-Man and Super Soldier looked at Hobgoblin and gasped when they saw he had a remote detonator.

"OH! You've got a garage door opener?" Spider-Man chortled.

"It's A Detonator, Web-Head! I've laid bombs all over the sewer systems of this neighborhood. One push of this button... and the whole place goes up like a roman candle!" Hobgoblin said.

"Surrender peacefully... and we'll spare this neighborhood and it's pathetic citizenry." Green Goblin said.

"Uh... okay. Go a head." Spider-Man said with a carefree shrug.

"What?" Hobgoblin gasped in shock

"Are you serious?" Green Goblin gasped.

"You mean you'd allow all these innocent people to die? Just like that?" Hobgoblin asked.

"What innocent people? You do realize that the neighborhood we're standing in... is deserted, right?" Spider-Man asked.

"Huh?" Hobgoblin asked.

"What?" Green Goblin asked.

"This neighborhood, from 11th Street down to 8th Street, is nothing but a bunch of condemned buildings and empty warehouses." Super Soldier said.

"It's actually been deserted since you've been trying to kill us. Even the homeless ran away." Spidey said.

"You might actually be doing the city a favor by demolishing it." the soldier said.

It was then that Hobgoblin and Green Goblin looked around, not seeing anyone but the four of them.

That was when Super Soldier hurled his shield and smashed the detonator pieces.

"AHHHH! My Hand!" Hobgoblin shouted in pain as he held his hand.

"The Detonator!" Green Goblin shouted.

"You're Finished, Goblins!" Spider-Man shouted as both he and Super Soldier rushed them.

"I'm gonna kill you with my bare hands, Parker!" Green Goblin shouted as he raced at the webslinger.

"Never gonna happen, Osborn!" Spidey replied.

Green Goblin growled as he threw punch after punch at Spider-Man, only for his attacks to be deflected with ease and precision.

"What?" Goblin gasped.

"Like it? It's nice to have friends who are martial arts masters." Spidey laughed.

Spider-Man lunged in and punched, hit, chopped and struck at the Goblins neck, chest, arms and his knees. The points on his body he had hit were affecting Goblins nerve and muscles, despite that he was enhanced.

"Uh... what... how...?" Green Goblin gasped, feeling himself unable to move.

"Just a little thing my Ex taught me." he said, thinking of Felicia Hardy, the Black Cat.

Meanwhile...

Super Soldier leapt into the air and kicked the orange-clad villain in the chest, sending him stumbling backwards a few feet. However, he didn't press his attack.

"What? One kick? That's all you got?" Hobgoblin asked.

"No. You're right where I want you." Super Soldier said with a smile.

"Want me? What are you..." he asked, not hearing the whistling the sound approaching him.

CLANG!

"Ohhhhh..." Hobgoblin groaned as the blue and silver shield struck him from behind, and caused him to fall flat on his face.

"And, that's the end of that." he said as he held out his arm and caught his flying shield as it came back around to him.

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(Meanwhile, in a secret location...)

The large man wearing the black-rimmed red-lense glasses grinned maliciously as he stared at the monitors. The images of Super Soldier and Spider-Man battling the Hobgoblin and Green Goblin were causing his already wide grin to increase.

"Hmm. Yes. Yes. Perfect." he grinned as he turned towards a figure cloaked in shadow. "You were right. They will be perfect my experiment. Can you bring them here?"

The figure nodded before vanishing completely.

The man turned towards the monitor and grinned evilly.

"Yes. Soon, my experiment will commence."

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As the two Goblin-garbed villains were being carted off by the medics, under watchful eye of the police, the Japanese super soldier and the Queens-borne arachnid hero just looked on from a nearby rooftop.

"You know, it's a good thing they don't know how to work together. They might have had us." Super Soldier said.

"Yeah. Villains are like that." Spider-Man said. "Least mine are. The Sinister Six would have been the death of me if they weren't so personally motivated to kill me."

"Still, that bluff was risky." Super Soldier said. "Letting them think that the WHOLE neighborhood was deserted."

Spider-Man hung his head as his friend said that.

"Yeah. I know. But these old buildings haven't seen a fresh coat of paint or spackle in years. Figured they wouldn't look too closely. Or care, for that matter."

"Care or not, they probably would have triggered the bombs anyway if I hadn't destroyed Hobgoblins detonator."

"Yeah. Great shot, by the way. And nice playing along, too."

"Thanks, but... I hope you're not getting reckless like Johnny Storm was."

Spider-Man looked at his friend and partner and sighed.

Johnny Storm, a.k.a. the Human Torch, had always been hot-headed and impulsive. It had landed him in trouble hundreds of times. Made him more enemies than anyone else in the Fantastic Four. It had also lead him to dying in a bid to save the universe.

He had been one of Peter's best friends, which was the reason he had given Peter his place on the team in the event of his death. But that was a lifetime ago, and the Future Foundation was steadily growing into a force for good in the world.

Suddenly, Spider-Mans spider-sense went crazy.

"What the..." he gasped, looking around as a giant shadow appeared behind them and swallowed them whole.

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Shinji and Peter groaned as they looked around, finding themselves in a strange place.

It looked like a large prison area, three different levels with glass doors on every cell and a central command center at the far end that overlooked the central hub. There were also numerous television monitors and speakers covering the area.

The place had a high-tech look to it, but the walls and floors were covered in a thin layer of grim and mold. As if the place hadn't been maintained for a while.

"Where are we?" Super Soldier asked

"Some sort of prison facility. This doesn't look like Strykers." Spider-Man said.

("You Are Correct!") a voice boomed over the loud speakers.

The two heroes looked up and saw a digitized face appear on the monitors all around the prison area. Actually, what they saw was a pair of thick red-lense glasses

("Welcome, My Test Subjects, To Arkham Island!")

"Test Subjects?" Spider-Man asked.

"Arkham Island?" Super Soldier asked.

("Yes. After Arkham City Was Decommissioned, The City Council Of Gotham Decided To Rebuild Arkham Asylum On This Island Within Gotham Bay.")

"We're in Gotham?" Super Soldier asked.

"Sort of." Spider-Man said.

"Who are you?" Super Soldier asked the monitors.

("Oh? You Don't Recognize Me?") the voice said as he stepped back from the monitor to reveal his full face.

"Hugo Strange?!" Spider-Man gasped. "I thought you were dead!"

("I Have Been Brought Back. To Serve As Warden Of This New Facility.")

"A dead psychiatrist with a screw loose, brought back to serve as Warden of a facility that hasn't been announced as operational, for a bunch of psychopathic criminal inmates? Oh, yeah, can't see anything going wrong here." Spider-Man snarked.

("Oh, But It Already Has!") Strange said.

"Already has? Oh, no!" Super Soldier gasped.

("Oh, Yes. You Perceive The Truth!")

"What?" Spidey asked.

"The inmates have taken over the prison." Super Soldier explained.

("Not Only That, But We Have Prisoners Of Our Own.") he said. ("You Might Recognize Them.")

The screen images split, showing several female prisoners, who actually looked like costumed criminals, and one who was a familiar vigilante.

Catwoman dressed in her purple bodysuit with black gloves and boots. Harley Quinn, dressed in her red, black and white Nurses Outfit. Poison Ivy, dressed in her red shirt and green leaf panties. Copperhead, dressed in her orange and black leather-skin outfit. Lady Shiva, dressed in a rather nice looking red and black attire, complete with trench coat. Talia and Nyssa Al Ghul, both dressed up in their black catsuits, sans their weapons. Tracey and Candy, who were dressed up in their black and white suits, complete with glasses.

And the last one was Batgirl, decked out in her dark blue bodysuit, complete with yellow boots and gloves and belt. Her red hair flowing behind her.

Catwoman, Batgirl and Copperhead still had their masks on, the others didn't, mostly since they were never known to wear ones.

Each of them were tied up, hanging from the rafters by steel cables, by their wrists. They also looked like they were unconscious. The two heroes then noticed that there were several prison inmates that were surrounding them. Walking around them like they were guard dogs. And behind those inmates were the more dangerous costumed criminals that often frequented Gotham.

Penguin and Bane seemed to be guarding Tracey and Candy. Deathstroke and Deadshot appeared to be guarding Talia and Nyssa Al Ghul. Two-Face was guarding Harley Quinn. Mr Freeze and Firefly were guarding Poison Ivy. Clayface was guarding Copperhead. Scarecrow was guarding Lady Shiva. And Solomon Grundy was guarding Batgirl. They couldn't see who was with Catwoman.

Shinji noticed that some of them seemed to have glowing eyes. Just like Strange.

 _Something's not right here. They look... strange. Could they all be... possessed?_ Shinji wondered, having encountered these types of problems before, alongside Spider-Man.

("You Have Twenty-Four Hours To Find And Rescue Them. If Not, They Die!") Strange said.

"Sounds simple enough." Spidey said.

("Oh, And To Make It More Of A Challenge, I Have Placed A Huge Bounty On Your Heads. And with 500 Active Inmates On The Island, I'm Sure It Will Be Quite A Challenge.")

"You had to say it." Super Soldier hissed.

"Yeah, I know. I know." Spider-Man groaned.

"And why are you doing this?" Super Soldier asked Strange.

("To Prove The Ultimate Experiment Of Good Against Evil. And To Start You Off...I've Elected To Provide You An Opening Contender.") Strange said.

"Opening Contender?" Spider-Man asked.

"That doesn't sound good." Super Soldier said.

BOOM! BOOM! BOOM!

The pair looked to their right as the doors to the main prison facility exploded open, and a large humanoid figure stalked towards them.

The figure was eight-feet tall, burly and covered in scales. He had on a pair of dirty trousers, chained manacles around his wrists, a tail with reptile scales and fins, and a row of sharp teeth along his wide, open mouth.

"Killer Croc!" Spider-Man gasped.

"Shouldn't he be waiting in the sewer for us?" Soldier asked.

("I Thought You Could Use A Strong Warm-Up.") Strange grinned.

" _This_ is a warm-up?" Spidey asked.

"This is cheating, plain and simple. Also referred to as 'Stacking the deck in your favor'!" Soldier said.

("Well...") Strange said with an 'innocent' shrug of his shouders.

"Right." Soldier grimaced.

Waylon Jones, a.k.a. Killer Croc, snarled as he lunged for the two heroes.

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From his hideout in the Asylum, Ras Al Ghul and minions were intently watching the fight on the monitors.

"Master, should we proceed to rescue your daughters?" one of his ninjas asked, standing behind him.

"No." Ras said as he watched Spider-Man leap over Croc.

"Sir?" the man asked.

"There is plenty of time. And I wish to see how these two 'heroes' acquit themselves to these challenges." he said as he saw Super Soldier throw himself at Croc, slamming into his face, shield first, like a battering ram.

"Understood." the ninja said.

"Have our forces keep an eye on my daughters, and the movements of the Islands inmates. Especially the enhanced ones." Ras said as Croc shook off the attack.

"Yes, sir."

 _They might prove useful... as fathers for my heirs._ Ras thought to himself as Spider-Man kicked Croc in the neck.

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From his own hideout on the other side of the island, the clown prince of crime was watching the monitors with interest.

"No mistakes, this time around." the pale-faced psycho grinned as Super Soldier repeatedly struck Killer Croc in the stomach and face with his shield. "But this is going to be so much fun. Isn't that right, pussy cat?" he said before cackling softly at the bound and hung purple-suited femme that dangled from the ceiling only meters away.

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From his own hideout, the Cloaked Stranger was watching and observing the events that were playing out.

"Change is the only constant. And true change comes about by doing something unexpected. And this, will have truly unexpected consequences." he said as he saw Spider-Man use his webbing to create a slingshot and then hurl himself at Croc, delivering a fiercesome punch to the crocodile mans face.

"Should have brought pop corn." he muttered to himself as he intently watched the fight between the two heroes and Killer Croc.

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Spider-Man and Super Soldier stood over the defeated Killer Croc. Both heroes were huffing and puffing as the mutated human groaned slightly.

"Thick skin. Super strength. Healing abilities." Super Soldier listed. "And that tail!"

"Yeah. Curt Connors was quicker, though." Spider-Man said.

"Thank god for small favors." he said as he looked around. "So, what now?"

"Our best chance to rescue the hostages is to split up." the webslinger said.

"That's pretty dangerous. We're literally in enemy territory." Super Soldier said.

"I know. Plus we don't even know were the hostages are being held and we don't know the layout." Spider-Man stated.

"This whole thing is a trap." Soldier said.

"Thank you, Captain Obvious." Spidey replied.

"Well, I've got a plan, but you're not going to like it." the shield wielder said.

"I'm listening." the arachnid said.

"The hostages are being guarded. So... we head to the largest concentration of warm-bodies we can find." he said as he tapped his mask. "Our suits are equipt with thermal imaging, Infrared and X-ray. So finding them shouldn't be a problem."

"You're right. I don't like it. It's clearly a trap. Worse, we don't have a better plan." Spidey grumbled.

"And no way to call for help. Worst case scenario: Strange has this place on lock-down. It's just us and the Arkham inmates." Soldier said.

"To rescue the nearly dozen female prisoners." Spidey said.

"Let's go?" Soldier asked.

"Let's go!" Spidey replied.

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(Avengers Tower, New York)

"Nothing as yet?" Captain America asked the other Avengers, not happy that his protégé just up and disappeared.

"Sorry, Cap. Nothing." Wasp said as she continued monitoring the news stations on the main computer.

"They have to be somewhere. Two of New Yorks best heroes don't just up and vanish without a trace." the WWII super soldier said.

"It's not like we haven't come up against this sort of thing before." Falcon said as he was dialing his phone, talking to his street contacts.

"Granted, but usually there is some clue." Steve said.

"Yeah. If someone was actually playing a game." Scarlet Witch said as she entered the War Room

"He's right. Whoever did this could just be planning to get rid of them." Black Widow stated, standing behind Janet Van Dyne.

"And not announce it in some fashion? That's unusual." Ant-Man said.

"But where do we start looking?" Wanda asked.

"Guys! I think you should see this!" Hawkeye shouted as he spun his laptop around for the others to see.

On the monitor the group saw Spider-Man and Super Soldier fighting a large, humanoid crocodile man.

"What the..." Falcon gasped.

"This was posted to YouTube 10 minutes ago." Hawkeye said.

"That's Peter and Shinji, alright. But... where are they?" Black Widow asked.

"And what are they fighting?" Wasp asked.

"Not 'what'. Who. That's Killer Croc from Gotham City!" Captain America said.

"Looks more like a 'what'." Ant-Man said.

"But where are they?" Steve asked.

"No clue. The ID signature and location are being blocked." Hawkeye said.

"Can't you hack it? Back-trace it?" Steve asked.

"No. If Iron Man or Vision were here, sure, but... Peter could do this easily." he said, suddenly feeling very sheepish at saying that.

"They're currently on another assignment. And Peter is otherwise occupied." Widow said.

"It looks like some sort of prison complex." Scarlet Witch said.

"That doesn't narrow it down." Hawkeye said.

"Hmm." Captain America mused as he stared at the screen. "Someone is posting this online. They want us to see what's happening to our friends, but have prevented us from finding them. Contact the Justice League, The X-Men and any others you can think of. And get a hold of every reserve Avenger you can." Cap said as he walked out of the room, grabbing his shield on the way out.

"Where are you going?" Wasp asked.

"To follow up a lead." the elder super soldier said as he walked out the door.

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Authors Notes:

Sorry if this isn't my best work. I was trying to get it uploaded as quickly as I could.

I should also mention, that this story takes place in a universe where the Marvel and DC universes co-exist.

I'll get more into that later. This is mostly Spider-Man and Shinji Ikari rushing in the save the day.


	2. Splitting Up

_**ARKHAM ISLAND**_  
by Gunman

Disclaimer: I do not own Marvel Comics, DC Comics, Evangelion, or their characters.

Summary: Spider-Man and Super Soldier continue to battle Arkhams's villains and saving

Idea from DragonMaster4872.

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Chapter 2  
 **Splitting Up**

(Arkham Island)

The newly created Arkham facility had been built on the island in Gotham Harbor for a reason: Isolation.

While not as large as the Arkham City Project, and not as walled off as the original Asylum had been, the Island had been chosen in order to give the inmates a more difficult time of escaping. (Much like Alcatraz Island had been)

Not unlike Belle Revel in Louisiana, built in the middle of a swamp, Arkham Island was surrounded by deep water with strong undertows. The closest land was a half-mile away, and that area was closely monitored by Arkham shore patrols and Gotham PD.

It was because of this isolation, and the fact that it had yet to be officially open, that the facility had not finished constructing the outer walls along the shores.

Deep within these walls, two heroes were racing out of the Penitentiary area, and heading towards what they considered the largest concentrations of warm bodies. Which, on this island, meant nothing good.

"I still don't think this is a good idea." Spider-Man said.

"Agreed, but we don't have a choice." Super Soldier said.

"Something else I don't like." the web-slinger said.

"We split-up, rescue the hostages, and meet back up at the main hub of the prison." the shield-bearer said.

"While fighting off hundreds of psychotic criminals and their super-criminal bosses until our time runs out... and not knowing if Strange will keep his word. Wait, did he say we would be set free?" Spidey wondered.

"No, he didn't." Soldier replied.

"Man! Strange shouldn't be alive, we shouldn't be here, yet someone or some thing brought all of us here to this island before it was to be opened. Under mysterious means."

"So... Wednesday?" Super Soldier asked.

Spider-Man looked at his friend.

"Eh. Feels like a Thursday, really." the webslinger said with a shrug.

The pair raced from the central prison facility, before they came to a fork in the road. The sign had arrows pointing in two directions. One arrow pointed to 'Main Prison Block' and the other arrow pointed to 'Medical Care'.

"Here we go." Spider-Man said.

"Back here in an hour?" Super Soldier asked.

"Hey! There They Are!" a new voice shouted.

The pair looked over and saw a dozen orange-suited inmates, armed with bats and crowbars, racing towards them.

"Better make it two." the webslinger said as he headed for the prison block.

"Right." the shield-bearer said as he headed to the medical care unit.

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(Hugo Strange Lair)

"Recording still proceeding, sir." a voice said.

Hugo Strange cleared his throat.

"The two test subjects have separated. The most logical conclusion is to rescue as many hostages as they can before their time has expired. The risk-factor, however, increases tenfold, in their separation. They apparently value speed over an effective team strategy. It is entirely possible they trust each other to rescue the hostages on their own as they do as a team. This will make the experiment much more interesting." Hugo said as he continued monitoring the pair.

Surrounding the large man was more than a dozen large television screens with crystal-clear, colored pictures in HD. Behind them were video monitoring and recording devices.

Behind Strange himself were two people who were apparently capturing select segments of Spider-Man and Super Soldiers battles and posting them on-line.

A man wearing glasses and a woman with short brown hair. They were dressed like office-workers/researchers.

As per his instructions, they were making sure the videos were edited so that anyone who was watching, IE: The Avengers, did not get large clues as to where they were.

Until it was too late.

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(Main Prison Block)

The main prison block of the facility was located on the West Side of the Island, where the majority of the criminals were housed. The main Penitentiary where Spider-Man and Super Soldier had departed from was where the major criminals like Joker and Two-Face and Poison Ivy had originally been housed. This was in the center of the island, the Main Prison Block was to the West.

The main prison block was three levels high and housed more than 300 inmates. Over a hundred guards (on rotating shifts) were supposed to be monitoring and watching the prisoners movements, but right now the inmates had taken over. There were no guards and no warden, and the only ones who seemed to be in charge were the short, fat, monocle-wearing, umbrella-wielding crime boss named Oswald 'Penguin' Cobblepot, and his partner/enforcer Bane. Tall, muscular and imposing, Bane was dressed in a thick black overcoat, pants and boots, and white and black luchador mask.

Already a highly intimidating figure, Bane was a physical giant, towering 6'8" (2.03m), and heavily muscled even in his normal state. His leather jacket was thick-padded leather covering a single Venom tube that went down to several canisters on his belt. His pants were interwoven kevlar, and his thick metal boots were reinforced with metal bracers and cleats.

Penguin was older than most other crime bosses in Gotham. His hairline had receded significantly since he first came onto the scene. He worse a mechanized monocle, specially designed and built to have infrared and telescopic vision, a wire connected to a small battery on his belt, behind his back, a fancy cigarette holder in his mouth as he puffed away like some aristocrat. He wore a dark fur-lined black jacket over a button-up shirt with a white cravat around his neck. His trademark top hat was nowhere to be seen.

Looking out across the way, there were two shapely and attractive figures strung up from their wrists, back-to-back, dangling between the second and third floors of the Prison Block, literally hanging in the center of the block itself.

The first was Candice 'Candy' Comptonne, a very attractive dark-skinned woman with a curvy built figure. She wore a black cocktail dress with white stripes going down the sides, which accentuated her curves and her posterior, a white belt around her waist and a gold bracelet on each of her arms. She had brown eyes and black hair, cut short with a ponytail tied behind her. She often wore black glasses a gold necklace and black heels. Yet now she was without the last three. Her lipstick was smeared and her mascara was running a bit.

The second woman was Tracey Buxton, a British woman with a curvaceous appearance that was enhanced by the white cocktail dress she wore. She had two stylish gold earrings, two bracelets on he left wrist and a necklace that hung over her bust. She was Caucasian with short, blonde hair that was somewhat boy-like. She also wore fishnet stockings and heels, yet she was missing one shoe as she hung between the levels of the prison.

The pair had worked together for Cobblepot, Tracey wearing white and Candy wearing black, which seemed to contrast nicely for the man known as The Penguin.

Yet, now, for some reason, the avian kingpin of crime was using them as bait to trap a hero.

Why? Supposedly for the reward offered to the one who took down the heroes.

It was kinda feeling like the night Black Mask offered the 50 million dollar reward for the Batman.

That was a disaster when it was revealed that Joker was the one behind the whole thing, and there was no money whatsoever. Some of the other hitmen and criminal assassins had continued to go through with it, but it was a wasted night in his opinion.

Penguin just looked at his former secretaries without the slightest bit of concern. Secretaries were a dime a dozen, really, even if Candy and Tracey were very capable and a couple hot pieces of ass.

A loud crashing noise was heard from the other end of the block. The two super-criminals attention was brought forward, as the doors exploded open, and several battered and bruised inmates were thrown forward.

Penguin squinted his eyes as a red and blue figure stepped into the large room.

"You must be Spider-Man!" the avian-crime boss said over the loud-speaker.

"Good guess! You must be Cobblepot! We've never been _properly_ introduced!" Spider-Man shouted, his voice echoing off the walls.

"After tonight, it'll be the last introduction you get." Penguin said.

"Like I haven't heard that before." the web-slinger mumbled under his breath.

"Enough Talk!" Bane shouted, his voice echoing across the Block. "Soldiers! Kill Him!"

Like a loud rush equal to a tidal wave, the numerous inmates swarmed towards the webslinger.

' _Good thing I watched The Matrix Reloaded_.' Spider-Man thought to himself as he ran at them.

"You don't expect them to win, do you?" Penguin asked Bane as Spider-Man fired his webbing at the numerous inmates, webbing some of their hands to each other and their feet to the floor. Some of their faces were captured in webbing as well.

"Of course not. They will soften him up, and I will finish the job." Bane said as Spider-Man tossed several webbed up inmates into the gathering masses.

"Like I haven't heard that before." Penguin muttered to himself.

"You do know I can hear you, yes?" Spider-Man shouted as he jumped over several more inmates, bounding towards the dangling pair of hostages.

"GET HIM!" an inmate shouted before he was punched.

"KILL HIM!" another inmate shouted before he was kicked.

"CRUSH! HIM!" a third inmate shouted before he was knocked away.

"This should be my jam!" Spider-Man shouted as he flipped through the air, lashing out and punching and kicking random thugs.

"It is time to crush a spider!" Bane said as he powered up his Venom-system, his body fueling with his super strength enhancer. He jumped down from the upper-levels, landing heavy and cracking the concrete floors.

Spider-Man was punching and kicking the inmates left and right as Bane advanced upon the web-slinger.

He charged with ferocity, hoping to catch him by surprise.

(SPIDER-SENSE!)

"Ah-Ha!" Spider-Man shouted as he spun around and caught Bane's fist.

"WHAT?" Bane gasped as Spider-Man casually flipped him over his shoulder and slammed him into more than a dozen other inmates.

"Judo-Flip!" Spider-Man glibbed as Bane went soaring through several inmates like a bowling ball striking a set of pins. "It's a Strike!"

"I'll show you a Strike!" Bane growled as he scrambled to his feet and charged at Spider-Man, knocking over several inmates in the process.

He leapt at Spider-Man, intent to crush him with his body, only for the web-slinger to grab him mid-air and hurl him into a nearby cell. Bane smashed through the cell-door and landed in a pile against the toilet.

"It's A Spare!" he laughed.

Spider-Man leapt up to the second level, firing away more webbings at more inmates, as he bounded off the railing and across the large room to the other second level walkway, trying to gain as much ground as he could. Towards the pair of hostages.

Penguin groaned as he opened fire with his umbrella, causing Spider-Man to dodge. He pulled a pair of bars off of the cell doors and leapt into the air, hurling them at Penguin, and snagging his coat by his shoulders. The bars pulled him backwards and impaled him against the wall.

"WARK! WARK!" he shrieked, struggling to get out of his coat. He could feel that both his coat and his shirt was caught by the spikes. He didn't even notice that the webslinger that webbed his umbrella's gun port.

Spider-Man's momentum carried him up to where Candy and Tracey were still hanging. He grabbed the rope that was holding the pair up, hanging upside down and staring right at Candy as he did.

"Hi. I'm gonna get you out of here, but it's gonna be a bumpy ride." he said to the dark-skinned woman.

"If you can get us out of here, I'll give you a bumpy ride." Candy said in a seductive tone.

Spider-Man tried not to think about her incredibly suggestive offer, as he grabbed their handcuffs and lifted them off the hook, then let gravity do it's job.

He twisted around, cradling the pair in his arms, bridal-style, pushing off the last level of the prison block, propelling himself and the ladies over the still swarming sea of inmates, and landing on his feet. He cushioned the pair, with Tracey on top of Candy, and then quickly raced out of the building.

Penguin growled as he practically ripped himself out of his coat.

Bane was grinding his teeth together as he sat up, his head still a little woozy from being thrown around so easily. Spider-Man hadn't beaten him in terms of pure strength, just redirected him and tossed him around like a lumpy pillow.

All around them, the hundreds of prison inmates were in various states of consciousness and still tied up in spider-webs. Only a handful of them still free to even attempt to go after the webslinger.

XXXXXXXXXXXXXXXXXXXXXXXXXXX

(Hospital Facility)

Two-Face was guarding Harley Quinn.

The former Gotham psychiatrist turned supervillain sidekick/girlfriend was hanging from the ceiling by her wrists, wearing a nurses outfit.

If that nurse was a high-end porno star.

Skimpy and obscene would have been better descriptions of the outfit she now wore. A small vest around her stomach, a pair of cups supporting her breasts, small choker around her neck, a white sleeve over her right arm, a pink sleeve over her left arm, a white pant leg covering her right leg, a pink pant leg covering her left leg, a pair of heart-shaped spikes on the tops of the leggings, a small pink and white nurses hat on her head, her long blond hair done up twin ponytails, the tips painted pink and blue each, spiked bracelets on her wrists, spiked heels on her feet, and a small blue frilly skirt around her shapely hips, with what looked like a garter belt attached to her stockings. Her face was painted white with black eyebrows painted on, and red lipstick over her mouth. She had a four-diamond shape tattoo on her right arm, and a spray of what looked like blood on her cheek and other parts of her outfit.

All in all, the outfit she wore, wrapped around her shapely body like it was painted on, made her look extremely sexy.

 _What the hell happened?_ Harley thought as she hung from the ceiling. _I'm in Arkham? But... how did I get here? Who kidnapped me? Where's Mr. J? And why am I wearing this ridiculous outfit?_ She wondered as she tried to move, but found herself quite restrained. _Sexy, but not really my color._

It didn't occur to her, just yet, that she may have been dressed up.

"Morning, Quinn." a familiar voice said to her.

"Harvey. What the hell is going on here?" Quinn asked as she saw him.

"Right to the point. I'll tell ya. I'm being offered a very unique opportunity, by keeping you prisoner to lure out the guy who's gonna rescue you. And kill him." he explained.

"Mr. J?" she asked, hopefully.

"HAHAHAHAHAHAHAHA!" Two-Face laughed. "Oh. That... that's rich. And you used to be so smart."

"Care to explain that statement?" she growled at him.

"That you actually think that clown ever loved you."

"Hey! Mr. J Does Love Me!" she snapped.

Two-Face flipped the coin. It landed scarred side up.

"Nope. Don't think so." he said, shaking his head.

"Ta heck with your coin! Mr. J will save me!" she declared.

"But he ain't the one coming to rescue you right now." Harvey stated.

Harvey 'Two-Face' Dent, was dressed in a two-piece suit. In his case, the word 'two-piece' meant that the right half of the suit was clean, white and finely pressed. His right shoe was finely polished black Dr. Martens. The left-half, however, was a mish-mash of red, black and orange, with a spiked Goth-punk cowboy boot on his left foot. His tie was split evenly down the middle. The right half was black with perfectly ordered threads, the other half of the tie was painted white with shredded sides.

In his left hand was a double-barreled sawed off shotgun, and in his right hand was his two-headed coin, with one side scarred like the left side of his face.

He was surrounded by 22 men who wore masks that was painted half white and half black while still wearing their orange jumpsuits. They also had various weapons such as bats, pipes, crowbars and other blunt instruments.

However, Harley wasn't focused on all that. It was more who was coming to rescue her. If not The Joker, then who?

"You two!" Two-Face shouted as he pointed his shotgun at two of the inmates. "Go check outside! Company should be here soon."

The inmates nodded and raced outside. However, as soon as the pair got outside the ER, the sound heavy blows landing caught everyones attention. The doors to the medical facility burst open, the pair of inmates landing in front of everyone.

At first Harley thought that Joker had arrived to save her, only to be disappointed when a blue-suited man with a white star on his chest, and a blue and white shield on his arm appeared in the doorway.

 _Okay, not entirely disappointed._ Harley thought. "What the... Captain America?" she asked.

"No. Super Soldier." the man said.

"Pity. I was hoping for the spider." Harvey said.

"He's dealing with something else. You'll have to make due with me." Super Soldier said.

"Easiest 2 billion I'll ever make." Two-Face said, off-handedly. "Boys, Take Him!" he ordered.

 _2 billion? That's what they're being offered to take us out?_ Shinji thought as he dove into battle. _Or is that what he wants?_

Two-Face's men opened fire.

Shinji blasted through the guards like a human battering ram. His shield took the brunt of the impact as the men went flying.

Two-Face was firing off his shotgun, but the only ones he hit were his own men.

 _The guy's fast. Faster than I expected_. Two-Face thought as Super Soldier spun around and back-handed several guards with his shield arm.

He threw his shield to the left while dodging to the right. His shield ricocheted around the room and struck several of Two-Faces henchmen while he tackled the segregated scoundrel.

Two-Face fired off his shotgun, only for Super Soldier to leap forward, ducking under the blast, roll fast and spring back into the air. He threw a flying roundhouse kick that nailed Two-Face in the scarred side of his face, the impact flying him against the wall, and knocking him out.

His shield flew back towards him and he caught it easily.

The last two henchmen looked at each other and then at Super Soldier, who only glared back. They took off running without hesitation.

"Man! Even Batsy never took out that many guys so fast." Quinn said as Super Soldier helped her down from the hook that was holding her from the ceiling. "How the hell did you do that?"

"I've got my fathers muscle, and Captain Americas skill set." he said as he set her down and undid the ropes.

Harley rubbed her sore wrists and noodle-like arms as she looked at the hero.

"Isn't Captain America your daddy?" she asked.

"He's my mentor." he corrected her.

"Kinda the same thing, ain't it?" she asked.

"Not really, no."

Harley looked at the slightly groggy Two-Face.

"What was that about 'easiest 2 billion'?" Harley laughed at the dual-obsessed criminal.

"We need to meet up with the others." Super Soldier said to her.

"I say we put Two-Face out of our misery." she said, attempting to reach for the shotgun.

"Let's not." he said as he grabbed her arm and pulled her along.

"Hey!" she cried out.

XXXXXXXXXXXXXXXXXXXXXXXXXXX

(Strange's Secret Hideout)

"A very interesting turn of events. Both subjects have not only succeeded in defeating a good many heavily armed opponents, but also rescued the hostages, and managed to stay alive." Hugo said as he continued to record the events on the screen. "Something like this does make one wonder: what would happen if the situation was reversed? Would villains fight so hard to reclaim an innocent? The answer, would undoubtably, be 'no'. Still, there are other scenarios in which would motivate them to do just that." Strange wondered with a wide smile.

"Perhaps, we are in need of an escalation of events?" he grinned maliciously.

XXXXXXXXXXXXXXXXXXXXXXXXXXX

(Seedy bar in Texas)

Captain America stepped into the honky-tonk bar where loud music was playing, bad drinks were being served, and both bikers and cowboys were engaged in various contests: darts, billards, arm-wrestling, and even 'who could drink the most and not pass out'. A couple of cowgirl-dressed waitresses were serving drinks, and avoiding getting pinched in the process.

"Evening, sir. What can I get you?" the bartender, an older-looking man with a white mustache and hair, a pair of glasses hanging on his face, asked.

Steve looked at the man, wondering where he had seen him before.

"Oh, no thank you...Stan." he said, looking at the mans name tag. "I'm here looking for someone."

"Oh? Anyone in particular?" Stan asked.

"Big guy. Kinda grumpy. Goes by the name Carl Clinton McIntyre ."

Stan looked over to the end of the bar, pointing to the very man he came to see.

"Thanks." Captain America said.

"Don't mention it, Captain." Stan said.

The large and burly-looking man seemed to be nursing his drink as the star-spangled avenged stepped up to him.

"Carl." Steve said.

"Steve." he said curtly. "Nice to see you. How'd you find me?" he said, not looking up from his drink.

"Shinji got a letter from you, with this address. Nice of you to write him." Steve said.

"I didn't put the bar on the address." Carl replied.

"Man like you would want to come here."

"Even though I can't get drunk." he huffed. "So... what do you want?" he said, trying to be civil.

"Shinji's been kidnapped."

Clinton didn't look at the man, but his posture went rigid and he just stared straight ahead. His drink seemed a lot less interesting now.

"And you let it happen?" Clinton shot an accusation.

"I wasn't there when it happened. He was on a separate case."

"Uh-huh. So why are you here instead of out looking for him?"

"I have a lead. Thought you'd be interested in joining the hunting party."

Clinton just looked at the blond super soldier, grabbed his mug and downed the last of his beer, tossed it back to the barkeep and then walked passed the Avengers leader.

"What are you waiting for, pipsqueak. Let's go!" the larger man said.

Clinton grabbed his duffle bag out of the back of a red pick-up truck, and followed the star-spangled avenger over to his jet.

"What is this?" Clinton gasped when he saw the high-tech looking jet with the inverted V-shaped wings.

"My personal jet. I call it 'Flag Ship One'." Steve said.

"Nice." he said as Steve let him get onboard first.

"Zach. Let's go." Steve said as he got in an shut the door.

"Got it, Cap. Where to?" Zach Moonhunter asked.

"Gotham City." Steve said as he sat down next to Zach in the front seat.

"I hear it's lovely this time of night." the pilot said as he activated the hover-jets and lifted the plane into the air.

XXXXXXXXXXXXXXXXXXXXXXXXXXX

Authors Notes:

Sorry this took so long. It's been more than a little daunting, and worse that I've been busy with so many other things. Distracted and a little scattered-brained. That and writers block.

This also takes place in a shared Marvel/DC universe, so I am only using them and no other outside heroes or group.

Pairings are:

Spider-Man: Catwoman, Talia, Poison Ivy, Candy, Tracey  
Super Soldier: Harley Quinn, Copperhead, Lady Shiva, Nyssa, Barbara

Villains- Joker, Penguin, Two-Face, Scarecrow, Deathstroke, Bane, Deadshot, Firefly, Killer Croc, Mister Freeze, Clayface, Solomon Grundy, Hugo Strange, Ra's Al Ghul


End file.
